Procurri’s board says placement price of S$0.30 per share is in ‘best interests of company’

Procurri’s board said that its placement price of S$0.30 per share – despite it being a 26.8 per cent discount to the counter’s last traded price of S$0.41 – was reflective of the pricing appetite for the placement shares and in the best interests of the company.

The board added, in its response to shareholders’ questions on Friday (Jan 6), that the pricing had taken into account current market conditions, historical trading volumes of Procurri’s shares and the company’s goals to restore public float.

Given that the key objective of the placement was to restore public float, Procurri’s directors believe that the pricing of S$0.30 per share would not be “prejudicial to the interest of its minority shareholders” as it would represent an optimum chance of completing the placement.

Further, it noted that the placement price of S$0.30 per share represents a premium of about 53.8 per cent over the net asset value per share of S$0.195 as at Dec 31, 2021.

Even though Rule 811 of the listing manual mandates that new issuances must not be priced at a more than 10 per cent discount to the weighted average price for trades on the counter’s last trading day, the rule will not apply if specific shareholders approve of the issuance.

These responses come ahead of the company’s extraordinary general meeting to be held on Jan 11, which will allow shareholders to vote on the placement issue via electronic means.

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Responding to a question on why the new placement would not be available to existing shareholders, Procurri said that having a rights issue or preferential offering instead would not advance the company’s objective of restoring its free float.

The new placement would instead be offered to at least 264 qualifying persons who are not currently shareholders, it added.

In a circular on Dec 27, Procurri’s directors recommended shareholders vote in favour of the resolutions, which would see the company issue and allot up to 21 million new shares under the placement exercise.

Procurri’s shares have been suspended since Jul 4, 2022 after DeClout secured acceptances representing 46.95 per cent of the total number of shares. Following which, the group and its concert parties owned or controlled some 97.34 per cent of Procurri’s issued shares, resulting in the loss of public float.